All Fall Down
by MydnytAngel
Summary: I'm getting horrible with making stories for season 2. so here's another one.
1. Chapter 1

Elena nearly tripped over her own feet in her haste to get inside the boarding house. Tears blurred her vision as she pushed the door open, and she heard glass shattering. She saw Damon's figure in the living room, blood dripping from his hand but before she could open her mouth, he disappeared through the kitchen. "Damon," she choked, but she heard the back door slam shut as she forced herself to follow him. She stumbled through the kitchen, ripping open the door. "Damon!" she sobbed into the cold, dark night. Her lungs felt like they were going to collapse in her chest as she struggled to breathe through her tears.

In the blink of an eye, he was a few feet away from her. She thought she saw the sparkle of tears, but before she could get a better look the blinked them away."What's wrong?" he asked softly. His finger curled into a fist and she knew he wanted to be far away from her right now, but to quote him, 'she calls, he comes'. He would always come, and she knew that.

"I saw Katherine," Elena said, wiping the moisture from her swollen cheeks. "With Stefan." Nausea swept through her and she was nearly sick at the thought of them together.

If it was possible, he tensed up even more. "Really?" he asked with a careless shrug, but she knew better. He didn't seem at all surprised at her words.

"You've already seen her," Elena said softly. Of course Katherine would come see Damon. It was only natural that the bitch would try to turn both Salvatore's against her.

Damon stared at her with a clenched jaw. "Yeah, I saw her."

"Did she tell you she was going after Stefan?" Elena asked. "What did she do to you?" A million more questions did laps around her brain but she couldn't concentrate to ask him what she really wanted to know.

Damon let out a harsh laugh and she thought he was going to break down right in front of her. "You want to know where I went after Stefan rescued me from the fire that day? I went to see Jeremy. After I was done, I ran into you on the porch." He held up a hand. "Let me finish. And I bared my soul to you. I kissed you, you kissed me back. Except… it wasn't you. She used me. And… because that just wasn't enough, she showed up here, as herself, trying to seduce me. But before we got too far into it, while I was whispering sweet words to her, she was telling me how much she loved Stefan. How much she has always, only loved Stefan. So yes, I knew she was going after St. Stefan."

A fresh wave of tears flowed from Elena's eyes as the last piece of her heart crumbled in pain for Damon. She descended the stairs of the porch to wrap her arms around him. She tried to ignore the jealousy she felt in hearing that Damon so easily fell back into her arms, but she ignored it. "I'm so sorry Damon," she whispered as she sniffled.

She remembered that night so well. The fear at the thought of losing Damon in the fire and the immense relief she felt with Stefan brought him out. And to make matters worse, when she returned home that night she found Uncle John's dead body in her kitchen. And her brother… poor Jeremy. Thank god she had found him in time to get the pills pumped out of his system. Ever since that night, her life had been turned upside down completely. She thought things were complicated before, she was very wrong. Her brother was going to a special camp to help troubled teens, Katherine had an invite to her house, so Jenna was staying with Ric and despite their differences, and Elena was staying with Bonnie.

She was shaken from her thoughts as Damon did the unthinkable. He shrugged out of her embrace. "You should go," he said, pushing her away from him.

"What?" she asked in brutal confusion. Damon always wanted her around, he never ever asked her to leave. He was always looking for any excuse to her get her to stay with him. "No, I'm not leaving you like this." She had never seen him look so vulnerable, and broken. She couldn't leave him on his own; there was no telling what he might do. She didn't think he'd slaughter half the town, but she did think he would do something reckless.

"What do you care Elena?" he growled, his eyes turning a tinge of red.

"Because I love you, you jerk!" she screamed then she froze. "Oh god." She tore back through the house, with intentions of getting far away from him, but he used his super speed and blocked her path to the door.

"You can't say that and just run away," he said softly. His expression at totally changed, from broken and angry to… she didn't want to say hope, he was too guarded for that, but he seemed… intrigued.

"It doesn't matter," she said suddenly. "You're still in love with Katherine." If that didn't sound like a jealous girlfriend, she didn't know what did. She had no claim to Damon, she had been preaching to him for months about how they were just friends, and how much she loved Stefan, and until tonight she stuck by her decision. But after seeing Stefan wrapped up in Katherine's arms, all she could think about was Damon.

Then his face slipped into one of confusion. "I'm not in love with Katherine," he said shaking his head. He made it seem like the dumbest statement in the world.

"But you let her kiss you and with the whispers," Elena said lamely. She could feel her cheeks getting hot with embarrassment and she wished the earth would open up and swallow her whole. She didn't have the mental capacity to deal with this right now. Her brain and heart were getting overwhelmed, she almost felt like she was being suffocated.

"Elena," Damon said softly. "I was weak, and lonely, and very tired of the friend's speech. I was hoping that maybe, just maybe, I was important to someone. That Stefan didn't take everything away from me."

Elena's knees trembled uncontrollably as she collapsed on the couch. "All this time," she said, as her fingers tunneled through her tresses. "I'm trying to convince myself that I'm not a replacement, that I'm not going to hurt you or Stefan, and here we are." She paused for a minute as she wiped her nose and eyes. "I just can't believe she said those things to you after you tried so hard to get her back." She had seen the pain Damon went through knowing Katherine was alive and didn't want to come find him, and she knew that her presence in Damon's life helped him through that. But this was much worse. She didn't think she could repair the damage Katherine had done this time.

Damon snorted and moved to pour himself a drink. "I'm not going to dwell on her," he muttered, taking a large swallow.

"Why are you drinking then?" she asked with a raised eyebrow. During the last few weeks, she couldn't remember a time with he was sober.

"Because of you," he grumbled downing the rest of the contents.

She stared at him with wide eyes for a moment before she rose to her feet. "I'm not sure why I blurted that out," she admitted. "I didn't… I don't want to make up feelings that aren't there just because my heart got broken." She didn't want to be with him when her heart was so broken from Stefan's betrayal. There was no telling what kind of damage that could do to her relationship with Damon.

"I see," Damon said as he did that eye thing she always told him not to do.

But she held her ground and took a step toward him. "I care about you Damon," she said. "I don't need anyone to tell me otherwise, I know it in my heart. And I haven't thought about us being more than friends until tonight… and I'm sorry for throwing that at you. I know you have feelings for me and I don't want to abuse that."

"And what does all that mean Elena?" he asked, tilting his head. "I don't need it all fluffed up."

She paused before she answered, knowing they could never go back after this. "I have loose ties with Stefan," she said. "I need to take care of those before I can even think about the possibility of us being together."

"And you think that is something you might want?" he asked softly, and she knew she heard the hope in his voice. "To be with me?"

Elena nodded shyly as she lifted her shoulder against her cheek. "Yeah," she said, softly. "So… are we okay?" She needed him with her through this. She needed him with her no matter what. She couldn't imagine her life without him.

Damon nodded and stroked her cheek. "No matter what happens, Elena, we're still friends," he said softly as the corner of his lips curled slightly. "I can promise you that."


	2. Chapter 2

_"And you think that is something you might want?" he asked softly, and she knew she heard the hope in his voice. "To be with me?"_

_Elena nodded shyly as she lifted her shoulder against her cheek. "Yeah," she said, softly. "So… are we okay?" She needed him with her through this. She needed him with her no matter what. She couldn't imagine her life without him._

_Damon nodded and stroked her cheek. "No matter what happens, Elena, we're still friends," he said softly as the corner of his lips curled slightly. "I can promise you that."_

Elena spun around, surprised to see Stefan in front of her alone. And the rage that rippled through her body was intense. He had betrayed her and she was angry at him. "I can't believe you showed your face to me," she said in a tight voice.

"Can we talk?" he asked softly. So typical Stefan.

Elena shook her head. "I'm done talking Stefan," she said. "I'm done listening to whatever excuse you have ready to dish me. I saw you with her. You and you're speeches about making sure Damon and I, to make sure that I keep him at arms lengths. And you just fall right back into her arms."

"It wasn't like that," Stefan said, taking a step toward her.

"Don't tell me what it's like!" she flared. "I saw you Stefan, kissing her. After everything she's done to you and to Damon and you just… you forgot all that?"

"Elena, I love you," Stefan said, his eyes flickering to Damon. "Damon was with her too."

"Damon's not my boyfriend," she growled. Like throwing Damon under the bus was going to make her forgive him. "You're so determined to make sure that I don't fall in love with Damon ad you always throw him in my face for things that don't matter to me. I'm done with all of it Stefan. The lies, the jealousy, the secrecy, I'm done with it. So feel free to return to Katherine." She pushed passed him, pausing when he grabbed her arm.

"Let go of her," Damon said immediately.

Stefan glared at his older brother. "You just can't stand to see me happy with anyone," he seethed. "Elena and Katherine both chose to be with me and you can't stand that I'm better than you. Just like Father. He saw you for who you really are."

Elena stared at Stefan in shock as she yanked her arm from him. She made her way back over to Damon who was trembling with rage and she grabbed his hand gently. "Come with me," she whispered, tugging him towards the door. She ignored Stefan's protests as she led Damon out of the house and she noticed the veins appearing under Damon's eyes. "Are you hungry?"

"I'm angry," he clarified, as he pulled away from her. "And I don't want to hurt you. I might by accident."

Elena bit her lip for a minute. "Will you come over later?" she asked softly. She wanted to be there for him, but at the same time, she didn't want to push him over the edge. He needed some time to calm down, and she needed some time to get herself together as well.

Damon sighed. "Yeah I can do that," he said. He offered her a small smile before disappearing in a blur.

Elena hurried to her car and drove home, her heart pounding in her ears. In a daze she headed to her room, locking the doors behind her. She was tired. She curled up on her bed, rubbing her weary face. Tonight couldn't possibly get any worse. Worry was consuming her as she waited for Damon. It could be hours, she knew, but she didn't want to miss him. Too many times she hadn't been there for him in the past, but she wouldn't put him through that again.

Elena was woken from her nap at the tapping on her window. For a moment she was still half asleep then she realized who she was waiting for and jumped out of bed to push her window open. "Hi," she said, moving aside to let him glide in. She wanted to ask him if he was okay but she could see how worn down he looked so she kept it to herself.

"Sorry about earlier," he said quietly.

"It's okay," she said tilting her head. "Wasn't a picnic for you." She knew he cared about Stefan, somewhere beneath his touch exterior he did have a heart. She might be the only one that ever saw that, but she knew it was there.

"I'll be fine," he said collapsing on the edge of her bed.

Elena bit her lip and gently nudged his knees apart to warp her arms around his shoulders. "I'm here Damon," she whispered. She pressed a kiss to the top of his head, her own muscles relaxing considerably. She always felt better when he was around.

His arms wrapped around her waist as he inhaled her scent as his face pressed against the fabric of her shirt. It was over all too soon as he stood up, his body brushing against hers. "You should sleep."

Elena shivered against him as her eyes locked with his. "Where did you go before?" she asked, ignoring his comment about sleep. If she went to sleep that meant he would leave and she didn't want him to do that. Where would he go? Probably somewhere to drown his sorrows in alcohol and she hoped she could keep him from heading down that road.

"For a run," he said moving away from her and rubbing an agitated hand through his hair before folded his arms across his chest. "Just needed to calm down."

She bit her lip for a moment as she thought about her words. "I wish I could make this better," she said finally. She wanted to say or do something for both of them that would make all of this go away, but she didn't have the answers. For once she was beside herself with how to take care of this.

"Once she's gone, everything will be fine," Damon said.

"What are we gunna do?" she asked.

"We are not going to do anything," he said. "This is way over your head and you will let me handle it."

"No," she said shaking her head angrily. "I'm not going to let you face her alone." She was already in too deep to just back out now. Katherine had ruined her life and she was going to make sure she paid. She wasn't going to let Damon talk her out of it.

"It's not up to you Elena," he said. "You've never dealt with anything like this. It's too dangerous this time."

"You know I'm not going to let you push me away," she said. "You telling me that I can't, is just going to make it worse." Had he not learned anything about her? She did whatever she wanted as long as it kept the people she loved safe. Stefan had tried to keep her out of the darkness of his life and instead, she was more involved than ever. It was too late to go back now.

"Why do you want to help me, Elena?" he asked, with a raised eyebrow. "Do you have a death wish?"

Elena took a step away from him, colliding with her wall. "No, but you need help." He couldn't take Katherine on alone. She was too strong.

Damon braced his hands on the wall next to her head. "What makes you think I won't have help?" he asked softly.

"Thought I was you're only friend," she mumbled. She felt like he was staring holes through her. The air around her seemed to get thicker as the space between them grew smaller. Her heart was racing and she knew he could hear that.

"You are," he agreed, leaning his head toward her. "What's this really about Elena?"

Elena stared at the floor for a moment, unsure of what exactly to tell him. "I'm scared that I'm going to lose you and I don't want to just sit and wait around for you to get hurt or killed," she whispered as tears stung her eyes. So the words were out, and she couldn't take them back, and in all honesty, she wasn't sure she wanted to. He deserved to know the truth. "I need you and I don't know what I would do if she took you away from me."

Damon's eyes softened and he ran his fingers through her hair. "Elena, I'm not going anywhere." Hs thumb caught a stray tear from her cheek. "I promise."

Elena leaned into his arms, sighing when he pulled her close to him. "I meant what I said," she said. "About wanting to be with you."

"Sure you aren't just missing Stefan?" he asked, rubbing her back gently.

She lifted her head to meet his eyes, knowing the real question he was trying to ask. "You know things have different since we locked him up," she said softly. "And we got close. You've always been there for me, no matter what." He needed to be sure that she was focused on him, and not feeling lonely from Stefan's betrayl. Damon couldn't be hurt anymore either, and she knew that.

"I want you to be able to trust me," he said with a shrug.

"And I do," she said, firmly. "I want you to be able to trust me too." She rolled her eyes. "Every time you do though it blows up."

"Not your fault," he said. "No one sees me the way you do Elena."

Elena smiled. "Points for me then," she said. "Let's get some sleep." She glanced at her bed. "It's big enough… I mean if you're uncomfortable you can sleep on the floor, but I don't really see that happening." Damon would be jumping for the opportunity to jump in her bed. She would be well past surprised if he spent the night on the floor.

Damon chuckled. "And you miss Elena?" he teased. "You okay with the big bad vampire in your bed?"

"Always," she said. "I'm going to change."

"What if I sleep in the nude?" he asked with a smirk.

"You'll be sleeping alone," she called from the bathroom.

Damon toed off his boots and peeled his shirt off before snuggling into her bed. He smiled at her when she emerged in yoga pants and a tank top and she easily slid in beside him, curling up against his chest. "We'll figure this out," he said kissing her hair.

"I know," she said, sliding her arm over his waist, her eyes drifting shut as his fingers drifted through her hair.


	3. Chapter 3

_Damon toed off his boots and peeled his shirt off before snuggling into her bed. He smiled at her when she emerged in yoga pants and a tank top and she easily slid in beside him, curling up against his chest. "We'll figure this out," he said kissing her hair._

"_I know," she said, sliding her arm over his waist, her eyes drifting shut as his fingers drifted through her hair._

Elena sighed impatiently as she waited for Damon at the Grill. She knew she should try to be patient, he said he was running late, but she hardly ever went out on her own. Especially now that she was exclusive with Damon and Katherine was still on the run. They had been together for a little over a week now, and things were going smoothly. She barely saw Stefan but Damon said he was just brooding around the house. Damon stayed with her every night, just holding her, talking to her. But she knew she was still in danger.

"So we finally meet," a feminine voice drawled.

Elena froze as she watched Katherine sit in the vacated seat in front of her. "Katherine," she said in shock glancing around worriedly. It was a public place, and Elena didn't think Katherine would cause a huge scene, but anything was possible. She just prayed Damon got here soon. She should have just waited for him to pick her up.

"So how does it feel?" the woman asked.

"How does what feel?" Elena growled. She didn't want any part of Katherine's mind games. Katherine had stolen Stefan from her, Katherine had won. Why couldn't it just be over now?

"Playing both brothers," Katherine said in an obvious tone. "Like a true Pierce."

"I am nothing like you," Elena said angrily as she got to her feet. She had never been unclear about her feelings. She was always honest with both brothers. She knew Katherine was trying to strike a nerve and all Elena was doing was playing into it. A death grip shot out and snapped her wrist instantly and she couldn't help the tears that streamed down her face as she stared at her mirror image.

"You're exactly like me honey," Katherine said, tightening her grip. "Only difference is, Damon loved me first. You're just a replacement. You think he'll ever feel for you what he feels for me?"

The thought had crossed her mind a time or tow, but she knew in her heart that Damon was over Katherine. "You already have Stefan," Elena whimpered. "Why can't you just let Damon be happy? Haven't you hurt him enough?"

"They are mine Elena," Katherine said. "So you need to back off. If you don't remove him from your life I will start killing everyone you care about." She smiled cruelly as she kept her pose relaxed, part from the grip to Elena's arm.

Elena cried out in pain as Katherine twisted the already damaged bones in her wrist. "Okay," she said weakly. "I'll stay away from Damon." Her wrist was suddenly released and Katherine was gone. Not a minute later Damon walked in, immediately rushing to her.

"Sorry I'm late," he said, freezing when he saw her distraught face. "What happened?" It didn't take him but a matter of seconds to see the swelling in her wrist. "Elena…"

"We have to talk," she said softly even as her voice broke. He wasn't stupid. He knew Katherine had just been her and Elena had been hurt. This wasn't going to end well.

His face fell as he wrapped an arm around her shoulders and led her out of the grill. His car was parked out front and he held the door open for her and once he was in the driver seat, he asked her again what happened.

"Just drive me to Ric's." Her eyes were trained on the familiar scenery out the window. If she looked at Damon, she knew she'd see how heartbroken he was going to be and how hard it would be to walk away from him. He wasn't just going to give up on them.

"Sleep over's over then?" Damon asked, his voice dripping with sarcasm.

"Damon, please," she whimpered. "This is hard enough." His walls to protect his heart were coming back up. She could feel him pulling away from her, the hurt radiating off him in waves.

"Why are you doing it then Elena?" he asked. "You haven't even given us a chance yet. What did Katherine say to you?" He put his car in park and pulled out onto the street, heading towards Alaric's apartment. "I'll kill her for touching you."

"If I stay with you, she'll start killing my friends and family," she said, staring at her legs. She cradled her battered limb against her chest, struggling to not burst into tears. The car came to a stop in the driveway, and the last thing she wanted was to go inside. "It's just enough that she has Stefan, she wants both of you back."

"I can keep you safe Elena," he said. "This is nonsense. This is exactly what she's trying to do to us. Separate you from both me and Stefan so that you aren't safe. Believe me, she doesn't want anything to do with me. This is just part of her game."

"You think I want this?" she flared. "God Damon, you know how hard it was for me to take this step with you, how scared I was. And now your goddamn ex is ripping us apart just like you promised me she wouldn't." Tears flooded down her cheeks and she pushed the door open, slamming it behind her as she practically ran up the walk. She didn't think it could hurt this bad after such a short time together, but she was so very wrong.

Damon was in front of her before she could blink, his hands gently moving to her wrist. "Let me help you," he said softly. The concern in his eyes, knowing she was hurt, warmed her inside and out. He needed her just as much as she needed him, but she just didn't see how this was going to work with Katherine around.

Elena sniffled but offered her injured hand to him. "I don't know what to do Damon." She wasn't strong enough. She knew that. She couldn't just give up on him. But she couldn't put her family in danger. And Damon knew that. He knew how important her family was to her, and on more than occasion he had helped her keep them safe.

Damon allowed his fangs to come forth and he sliced into his wrist. "Just trust me," he said, a little surprised at how easily she lowered her lips to his blood. He twisted her bones back into place and felt them mend together. The brief whimper that escaped her lips broke his heart but she wouldn't be in pain anymore.

There was an initial burst of pain, but she felt much better as she pulled away from him. "Thank you," she said, rubbing her stiff muscles.

He leaned his head against hers. "I just got you Elena. I'm not doing this," he said, cradling her face. "I can't lose you."

Elena buried her face in his neck, snuggling deep in his embrace as his powerful arms came around her shaking body. "What are we gunna do?" If he had a plan, she was all for it. This was the last thing she wanted to do herself, she just didn't have any other options. She'd never be able to live with herself if Jeremy or Jenna or someone else got hurt because of her. It would destroy her.

"I'll take care of it," he said tangling his fingers in her silky hair. "Stay here where you're safe."

"Be careful," she whimpered lifting her face to press her lips against his. Her body ignited with sparks at the simple touch of his lips and she could feel his love for her all the way down to her core. Her body fit his like a glove, her soft curves against the solid planes of his body. Everything was perfect.

Damon deepened the kiss, devouring her lips as her pulled her tightly against him. "I love you," he said. "Promise me you'll stay inside."

She nodded. "I will," she said, hugging him tightly and the feeling that she'd never see him again swept over her. "Damon…" she had to tell him. He had to know.

"After," he whispered, kissing her temple. "It can wait."

Elena paced around Ric's living room, worry making her sick to her stomach. She had tried to get a little rest but every time she closed her eyes, all she saw were horrible images. Multiple times she had gone to the door and debated on going after him, and each time she remembered her promise to him. She had to do this for him, no matter how much it was killing her.

"You should get some sleep," a voice said from the shadows of the kitchen.

"I'm too worried," she said, collapsing to the couch. She glanced at Alaric as he moved into the living room, watching her carefully. No one had really asked her about her relationship with Damon, but she knew everyone had tons of questions. Everyone was curious as to how things had transpired but she offered no explanation.

"About Damon," he clarified. "He's not my favorite person but I've seen the way he looks at you. And I've seen some of the changes he's made for you. Can't fault a guy for being in love."

Damon looked at her like she was an angel. She knew that. She felt it even more now being away from him, knowing what they could have together. Elena jumped when there was a knock on the door. Ric cautiously opened it, revealing Stefan. "Stefan," Elena exclaimed, rushing forward to give him a hug. "What… what are you doing here?" Why wasn't Damon the one to come get her?

"It's Damon," Stefan said sadly. "He's pretty hurt so I thought you'd want to see him."

"What happened?" she asked grabbing her coat. Her heart dropped to her stomach at the thought that he was seriously hurt.

"He killed Katherine," Stefan said quietly.

"Told you not to get her," Damon grumbled from his immobile position on his bed.

Tears stung her eyes as she sat next to him. "Good thing he didn't listen," she said, curling her fingers around his. "How bad is it?" His shirt was torn and she could see some of the wounds Katherine had inflicted on him. His body was struggling to repair itself from the blood loss.

"I can't feel a damn thing in my body," Damon said. "So you tell me."

"You need blood," she said in an obvious tone. "You can still make smart ass comments so you seem to be getting better."

"He needs rest as well," Stefan said. "I'll make a trip to the hospital. Will you two be alright?"

"Yeah," Elena said. "Thanks." Stefan nodded once before leaving them alone. "You're such a fibber," she said. "We gotta sit you up." He was putting on such a strong front for Stefan, not wanting anyone to see how hurt he really was. But she could see. Vampire or not, parts of the body still needed to all be in one piece in the right spot.

Damon groaned as she slid an arm around his shoulders. "Laying down hurt less."

Carefully she helped him lean against the headboard. "God you're a mess," she said, with a frown as she locked his door. "But I'm going to fix it." She took a step toward him and took a deep breath before peeling her shirt off her torso. He needed this.

"Elena what in the world are you doing?" he asked, his eyes darkening at the sight of her. "Not that you don't look delicious."

"You're going to find out just how delicious I am," she said, carefully straddling his waist. This was not how she imagined their first time together, but if he got better then she didn't care. He had made enough rude comments about her in the past that this should be cake for him.

"Oh Elena, this isn't fair," he said softly. "I can hardly move much less appreciate you're beautiful body."

Elena moved her long hair to one side. "You need blood," she whispered. "Have some of mine, it will help. We can worry about the rest later."

"Stefan's bringing me blood," he pointed out. "I can make it 'til then."

Elena pouted in mild disappointment. "I'm not good enough for you?" She meant it as a joke, knowing he was just trying to do the right thing for her. She wasn't worried about him losing control like Stefan did. She knew Damon would stop long before things got out of control.

Damon's eyes widened. "Don't be silly," he said kissing her nose. "You're blood is too precious to be offered like this."

She smiled and kissed him softly. "Did you really kill her?" she asked softly.

"She didn't go without a fight," he said, hugging her to him. "I couldn't let her keep us apart."

"How'd I get so lucky?" she whispered, stroking his cheekbone.

"No Elena," he said, kissing her fingers. "I'm the lucky one."


End file.
